1. Meaning of beneficial owner: company, LLP or partnership

(1) In these Regulations, “beneficial owner”, in relation to a company or LLP, means:
(a) any person who owns or controls (in each case whether directly or indirectly), including through bearer share holdings or by other means, 25% or more of the shares or voting rights in the company or LLP;
(b) any person who controls the company or LLP, or
(c) any person who exercises control over the management of the company or LLP.
(2) For the purposes of subparagraph (1), a person shall have “control” if:
(a) in relation to a company, such person:
(i) holds, directly or indirectly, 25% or more of the company’s shares;
(ii) holds, directly or indirectly, 25% or more of the voting rights in the company; or
(iii) holds the right, directly or indirectly, to appoint or remove a majority of the board of directors of the company;
(b) in relation to an LLP, the person, holds, directly or indirectly, 25% or more of the voting rights in the conduct and management of the LLP;
(3) In these Regulations, “beneficial owner”, in relation to a partnership (other than an LLP), means any person who:
(a) ultimately is entitled to or controls (in each case whether directly or indirectly):
(i) 25% or more of the share of the capital or profits of the partnership; or
(ii) 25% or more of the voting rights in the partnership, or
(b) holds the position of officer of the partnership.
(4) In any case where a beneficial owner is:
(a) a listed company; or
(b) a company that it wholly-owned by the Federal Government of the United Arab Emirates, or by any of the governments of the member Emirates of the United Arab Emirates; or
(c) a company created by Emiri decree within the United Arab Emirates, it shall be treated as a natural person for the purposes of these Regulations, and therefore (for the avoidance of doubt) as the beneficial owner of the ADGM Person.
(5) For the purposes of subparagraphs (1) and (4)(a), a “listed company” means a company listed on a stock exchange recognised by the Registrar and subject to disclosure requirements which enable its beneficial owners to be identified.